TO THE MEM BERS
Your Directors have pleasure in submitting the Twenty Sixth Annual Report of your
Company together with the Audited Accounts for the year ended 31 st March, 2023.
1. FINANCIAL RESULTS
(Rs. in lacs)
| STANDALONE |
2022-23 |
2021-22 |
| Income from Operations |
80.00 |
102.00 |
| Other Income |
167.03 |
42.19 |
| Less:Operating Expenditure |
(4074.30) |
(406.55) |
| Less: Depreciation and Amortisation |
(11.55) |
(31.20) |
| Profit before Finance Costs |
(3838.82) |
(293.56) |
| Less: Finance Costs |
(748.65) |
(494.53) |
| Profit after Finance Costs but before Exception Items & Tax |
(4587.56) |
(788.11) |
| Less: Exception Items |
(43.79) |
(693.52) |
| Profit before Tax |
(4631.25) |
(1481.63) |
| Less: Tax Expenses |
1833.11 |
(165.43) |
| Profit / Loss After Tax |
(2798.14) |
(1647.07) |
| Income Tax for Earlier Years |
(0.14) |
(1.77) |
| Net Profit / Loss for the Year |
(2798.28) |
(1648.83) |
Financial and Operational Review:
The Company has earned a gross income of Rs. 80 lakhforthe financial year2022-23, as
compared to Rs. 102 lakh in the previous year, recording an decrease of Rs 22 lakh.
The Company has incurred the net losses of Rs. 2798.28 lakh for the year as compared to
net losses of Rs. 1648.83 lakh in the previous year.
Finance Costs for the year under review has marginally increased by Rs. 254.10 lakh as
compared to the previous year. Depreciation during the year has recorded a marginal
decrease by Rs. 19.65 lakh as compared to the previous year.
Earnings per share have been NIL for the current year as well as for the previous year.
2. SHARE CAPITAL:
The Company's paid up capital is Rs. 11,48,72,950 with accumulated Reserves &
Surplus of Rs. 82,76,28,627.10/-
There was no public issue, rights issue, bonus issue or preferential issue, etc. during
the year under review. The Company has not issued shares with differential voting rights
or sweat equity shares. It has not granted any stock options.
Transfer /Transmission of Shares
The Company has complied with all necessary compliances as required under SEBI
(Prohibition of Insider Regulations) and Listing Regulations, 2015
3. CHANGES IN CAPITAL STRUCTURE
There has been no change in the capital structure during the year under review. There
was no public issue, rights issue, bonus issue or preferential issue, etc. during the year
under review. The Company has not issued shares with differential voting rights or sweat
equity shares. It has not granted any stock options.
The Company has been holding a sizeable parcel of land at Kanjurmarg which was being
used by the Company as a studio / creating television programming. Unfortunately, in the
year 2018 (6/01/2018) a massive fire broke out, causing humongous losses, in which several
sets/ properties got destroyed. The Company suffered greatly and made further losses
subsequently as its studio rental business was also affected, largely! This land has been
held for the purpose of furthering the Company's Business and therefore it is a capital
asset. However, now, after much deliberation, it has been discussed and decided that the
Company should enter into an Agreement with a Real Estate Development Company. The
property would thus get properly utilized and Moreover Cinevista could then get a share of
the area and/orthe sale proceeds. The Developer would getthe remaining share and would
utilize the development potential with the Developer's own funds and experience and
expertise and brand name, in order to develop the project. Since the Company would be
benefitted by receiving a share of area and/ or share of sale proceeds and would be
selling a portion of the area, from time to time, there would be frequent transactions.
These would be in the nature of stock - in -trade and not a capital asset. The Company do
convert this land admeasuring, 15817.48 sq mtrs. Into stock-in-trade at a value of Rs.
133/134 crores in accordance with the Valuation Report.
Further, the Company entered into Joint Development Agreement with K. Raheja Corp Real
Estate Private Limited in the sharing Ratio of 75.5: 24.5% by K. Raheja Corp. Real Estate
Pvt. Ltd & Cinevista Limited respectively.
4. TRANSFER TO RESERVES
The amounts decreased in the reserves during the year on account of the losses are
27,98,27,765.41/- as compared to the previous year decrease on account of losses Rs.
16,48,83,946.09/-
The Company has not transferred any amount to the General Reserve during the financial
year ended March 31,2023
5. DIVIDEND
On account of heavy losses, Your Directors do not propose any dividend for the year
ended 31st March, 2023.
6. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013
form part of the Notes to the financial statements provided in this Integrated Annual
Report.
7. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an Internal Control System, commensurate with the size, scale and
complexity of its operations. The scope and authority of the Internal Audit function is
defined and to maintain its objectivity and independence, the Internal Audit function
reports to the Chairman of the Audit Committee of the Board.
The Internal Audit Department monitors and evaluates the efficacy and adequacy of
internal control system in the Company, its compliance with operating systems, accounting
procedures and policies of the Company.
Based on the report of internal audit function, process owners undertake corrective
action in their respective areas and thereby strengthen the controls. The internal
financial controls with reference to the financial statements were adequate and operating
effectively
8. FINANCE AND ACCOUNTS
As mandated by the Ministry of Corporate Affairs, the financial statements for the year
ended on March 31, 2023 has been prepared in accordance with the Indian Accounting
Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 read with the
Companies (Accounts) Rules, 2014 as amended from time to time. The estimates and
judgements relating to the Financial Statements are made on a prudent basis, so as to
reflect in a true and fair manner, the form and substance of transactions and reasonably
present the Company's state of affairs, profits and cash flows for the year ended March
31,2023. The Notes to the Financial Statements adequately cover the standalone and
consolidated Audited Statements and form an integral part of this Report.
9. BOARD OF DIRECTORS
As per the provisions of Section 152 of the Companies Act, 2013, Mrs. Vinita Concessio,
who shall be appointed as Non-Executive Director at the ensuing Annual General Meeting,
shall be liable to retire by rotation from the next AGM.
Pursuant to the requirement of Regulation 17 (1E) of SEBI (LODR) Regulations, 2015,
Mrs. Faryal Phoolka was appointed as an Additional Director on 14th November, 2022, to
fill in casual vacancy that occurred on resignation of Mrs. Jyoti Motwani. However, she
wasn't regularized in the General Meeting within 3 months as required under Regulation 17
(1C) of SEBI (LODR) Regulations, 2015 and she resigned with effect from 14th February,
2023.
Pursuant to the requirement of Regulation 17 (1E) of SEBI (LODR) Regulations, 2015,
Mrs. Vinita Concessio was appointed as Additional Non-Executive Director as on 11 th May,
2023 to fill in casual vacancy occurred on account of resignation of Mrs. Faryal Phoolka.
Mrs. Vinita Concessio, would be regularized by the shareholders in the forthcoming AGM and
she would be liable for re-appointment.
Mrs. Renu Anand has tendered her resignation on 30th May, 2023 and Mrs. Mahrukh Shavak
Chikliwala was appointed as an Additional Director to fill in casual vacancy. Further,
Mrs. Mahrukh Shavak Chikliwala has offered herself eligible as an Independent Non-
Executive Director for the period of 5years in the forthcoming AGM subject to the approval
of the shareholders.
The brief resume and other details of the directors seeking reappointment as required
under regulation 36(3) of the SEBI (Listing Obligations & Disclosures Requirement)
Regulation 2015 are provided in the Notes of the Notice forming part of the Annual Report.
Board Evaluation
Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the
Board has carried out an evaluation of its own performance, the directors individually as
well as the evaluation of the working of its Audit, Remuneration and other Committees. The
manner in which the evaluation has been carried out has been explained in the Corporate
Governance Report.
Declaration by Independent Directors
Mrs. Sulochana Talreja, Mrs. Mahrukh Shavak Chikliwala and Mr. Dhiraj Labhchand
Chaudhry, Independent Directors of your Company have declared to the Board of Directors
that they meet the criteria of Independence as laid down in Section 149(6) of the Act and
Regulations 16(1 )(b) and
25(8) of the Listing Regulations and there is no change in the status of their
Independence and have confirmed that they are not aware of any circumstance or situation
which exists or may be reasonably anticipated that could impair or impact their ability to
discharge their duties.
NUMBER OF MEETINGS OF THE BOARD
The details of the number of meetings of the Board held during the Financial Year
2022-23 forms part of the Corporate Governance Report.
COMMITTEES OF THE BOARD
The Board of Directors have the following Committees:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Stakeholders' Relationship Committee
4. Share Transfer Committee
5. Risk Management Committee
The details of the Committees along with their composition, number of meetings and
attendance at the meetings are provided in the Corporate Governance Report.
10. POLICY ON DIRECTORS'APPOINTMENT AND REMUNERATION
The Board in consultation of the Nomination and Remuneration Committee of the Company
has formulated the various policies relating to the terms of Appointment of Independent
directors, details on familiarization programs and criteria of payments to Non-Executive
Directors and the same has been posted on the Company's website www.cinevistaas.com.
11. RELATED PARTY TRANSACTIONS
All related party transactions that were entered into during the financial year were on
arm's length basis and were in the ordinary course of the business. There are no material
significant related party transactions made by the company with Promoters, Key Managerial
Personnel or other designated persons which may have potential conflict with interest of
the company at large. The Company has taken necessary approval from shareholders &
Audit Committee for all related parties transactions. The details of the same are given in
the notes to Accounts forming part of the financial statements.
The Company has adopted Related Party Transactions Policy which is displayed on website
of Company www.cinevistaas.com.
The particulars of contracts or arrangements with related parties are required under
Section 134(3) (h) is prescribed Form AOC - 2 are annexed herewith as an ‘Annexure A'
to this Report.
12. CODE OF CONDUCT
The Board of Directors has approved a Code of Conduct which is applicable to the
Members of the Board and all employees in the course of day to day business operations of
the company. The Code has been posted on the Company's website www.cinevistaas.com.
All the Board Members and the Senior Management personnel have confirmed compliance
with the Code. All Management Staff were given appropriate training in this regard.
13. MANAGEMENT DISCUSSION AND ANALYSIS REPORT (MDA)
In terms of the provisions of Regulation 34 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the detailed
Analysis of the Operating performance of the Company for the year, the state of affairs
and the key changes in the operating environment has been included in the Management
Discussion and Analysis section which forms an integral part of this Report and is set out
as separate section to this Annual Report.
14. CORPORATE GOVERNANCE
Your Company believes that Corporate Governance is an application of the best
management practices, compliances of law in true spirit and adherence to ethical standards
for effective management and distribution of wealth and discharge of social responsibility
for sustainable development of all stakeholders.
Your Company is committed to maintaining the highest standards of Corporate Governance
and adhering to the Corporate Governance requirements as set out by the Securities and
Exchange Board of India (SEBI). All Board members and Senior Management Personnel have
affirmed compliance with the Code of Conduct for the year 2022-23.
A declaration to this effect signed by the Managing Director & CEO of the Company
is contained in this Annual Report.
A section on Corporate Governance along with a certificate from Auditors confirming
compliance of conditions of Corporate Governance as stipulated under Regulation 34 of SEBI
(Listing Obligations & Disclosure Requirements) Regulations, 2015 is annexed and forms
part of the Directors' Report.
15. CEO/CFO CERTIFICATE
On account of Retirement of Mr. K.B.Nairon 20th March, 2023, Mr. Vijay Singh Phoolka is
appointed as Chief Financial Officer (CFO) of the Company.
In accordance with Regulation 17(8) of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 pertaining to corporate governance norms, Mr. Sunil Mehta,
CEO and Managing Directorand Mr. Vijay Singh Phoolka, CFO, have certified, inter-alia, on
review of financial statements and establishing and maintaining internal controlsforthe
financial reporting forthe yearended March 31,2023, The said certificate forms an integral
part of the Annual Report.
16. DIRECTORS' RESPONSIBILITY STATEMENT
In terms of Section 134 of the Companies Act, 2013, the directors would like to state
that:
i) In the preparation of the annual accounts, the applicable accounting standards have
been followed.
ii) The directors have selected such accounting policies and applied them consistently
and made judgments and estimates that were reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company at the end of the financial year and of
the profit or loss of the Company forthe year under review.
iii) The directors have taken proper and sufficient care forthe maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities.
iv) The directors have prepared the annual accounts on a going concern basis.
v) The directors had laid down internal financial controls to be followed by the
company and that such internal financial controls are adequate and were operating
effectively.
vi) The directors had devised proper system to ensure compliance with the provisions of
all applicable laws and that such system were adequate and operating effectively.
17. SUBSIDIARIES
The Company will make available the Annual Accounts of the subsidiary companies and the
related detailed information upon request by any member of the Company and its
subsidiaries interested in obtaining the same. Further, the Annual Accounts of the
subsidiaries would also be available for inspection by any member at the Registered Office
of the Company and at the Office of the respective subsidiary companies, during working
hours.
Pursuant to the provisions of Section 129(3) of the Act read with Rule 5 of the
Companies (Accounts) Rules, 2014 (as amended), a statement containing the salient features
of Financial Statements of the aforesaid Subsidiaries (including highlights of their
performance and contribution to the overall performance of the Company) has been provided
in Form AOC-1 which forms part of this Report and are annexed herewith as an
‘Annexure B' to this Report.
The Audited Consolidated Financial Statements (CFS) of your Company for the financial
year ended March 31, 2023, prepared in compliance with the provisions of Ind AS 27 issued
by the Institute of Chartered Accountants of India (ICAI) and notified by the Ministry of
Corporate Affairs (MCA), Government of India also form part of this Annual Report.
The holding as well as subsidiary companies in question shall regularly file such data
to the various regulatory and Government authorities as may be required by them.
18. FIXED DEPOSITS
Your Company has not accepted any deposits within the meaning of Section 73 of the
Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
19. AUDITORS
In terms of the provisions of Section 139 of the Act read with provisions of the
Companies (Audit and Auditors) Rules, 2014 (as amended), M/s Raj Niranjan Associates,
Chartered Accountants (Firm Reg No: 108309 W) was appointed as the Auditors of the Company
fora consecutive period of 5 (five) years from conclusion of the 24th AGM held in the year
2021 until conclusion of the 29th AGM of the Company scheduled to be held in the year
2026.
Your Company has received a certificate from M/s Raj Niranjan Associates, Chartered
Accountants confirming their eligibility to continue as the Auditors of the Company in
terms of the provisions of the Act and the Rules framed thereunder and also a copy of the
certificate issued by the Peer Review Board (ICAI) as required under Regulation 33 of the
Listing Regulations.
The Board of Directors seek the approval of the Members for the appointment of M/s. Raj
Niranjan Associates, Chartered Accountants as an auditor of the company who shall hold the
office as statutory auditor from the conclusion of this Annual General Meeting till the
conclusion of the 29th Annual General Meeting to be held in the year 2026 on such
remuneration, as may be mutually agreed between the Board of Directors of the Company and
the Auditors, from time to time.
The reports given by the Auditors on the Standalone and Consolidated Financial
Statements of the Company for the financial year ended March 31,2023 form part of this
Annual Report alongwith the qualification, reservation, adverse remark or disclaimer given
by the Auditors in their Reports. The Auditors of the Company have not reported any fraud
in terms of the second proviso to Section 143(12) of the Act.
With reference to point 3(c) of the Annexure A of the Standalone Auditors' Report, the
Company
has demanded the amount outstanding from the companies, firms or other parties listed
in register maintained under Section 189 of the Act. However, such companies being
non-operational &with no running business, they don't have sufficient funds to repay
the same to M/s. Cinevista Ltd. However, we are taking all reasonable steps & efforts
to recover the outstanding amount.
The explanations with regards to the observations made by the Statutory Auditor are as
follows:
1) The Group has diversified its business and has entered into Real estate business for
construction and development of properties including its plot of land situated at
Kanjurmarg, Mumbai. The Group has identified business partners for construction and
development of plot at Kanjurmarg, Mumbai. The Group has entered into joint venture with
‘K. Raheja Corp Real Estate Private Limited' for its Real estate business post 31 st
March, 2023. In the opinion of the Management, construction and development of plot of
land at Kanjurmarg will enable the Company to have turnaround and to have profitability
after wiping off entire carry forward losses in the next 3-5 years.
2) The Group carries inventories of Work-in-progress for feature films and television
serials at amortized cost in the balance sheet at Rs. 16,76,46,030/- as on March 31,2023
as it is not possible to evaluate the net realizable value.
3) According to the Management of the Group, impairment of the intangible assets is not
necessary at this stage as the Management of the Group is hopeful of generating income in
future by monetization of these assets across different avenues and streams available.
REPORTING OF FRAUDS
There was no instance of fraud during the year under review, which required the
Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12)
of Act and Rules framed thereunder.
20. SECRETARIAL AUDIT
Pursuant to provisions of section 204 of the Companies Act, 2013 and The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 the company has
appointed M/s. Manthan Negandhi & Co, Practising Company Secretary to undertake the
Secretarial Audit of the Company. Their Audit Report confirms that the Company has
complied with the applicable provisions of the Act and the Rules made there under, Listing
Regulations, applicable SEBI Regulations, Secretarial Standards and other laws applicable
to the Company. The Secretarial Audit Report forms part of the Board's Report.
Pursuant to Regulation 40(9) of the Listing Regulations, certificates have been issued
on a halfyearly basis, by a Company Secretary in practice, certifying due compliance of
share transfer formalities by the Company.
A Company Secretary in practice carries out a quarterly Reconciliation of Share Capital
Audit, to reconcile the total admitted capital with National Securities Depository Ltd.
(NSDL) and Central Depository Services (India) Ltd. (CDSL) and the total issued and listed
capital. The audit confirms that the total issued/listed capital is in agreement with the
aggregate of the total number of shares in physical form and the total number of shares in
dematerialized form (held with NSDL and CDSL).
The Secretarial Audit Report for the year 2022-23 as issued by him in the prescribed
form MR-3 is annexed herewith as ‘Annexure C' to this Report.
As directed by Securities & Exchange Board of India, (SEBI) secretarial audit is
being carried out at the specified period by the Practicing Company Secretary. The
findings of the secretarial audit were entirely satisfactory.
Qualifications, Declarations or Adverse Remarks or Disclaimers made by Secretarial
Auditors in their Report:
| Sr. No. Compliance Requirement (Regulations/ circulars/ guidelines including
specific clause) |
Details of Violation |
Fine Amount |
Management Response |
| 1 Non-compliance with Regulation 23(9) of SEBI(LODR) Regulations 2015 for quarter
ended 31st March 2022 |
9 days Delay in furnishing disclosure under Regulation 23(9) of SEBI (LODR)
Regulations 2013 |
53100 (BSE & N S E respectively) |
Quorum was not present as health of one of the Director got deteriorates & the
meeting got adjourned to the next week at same time & place as per Companies Act,
2023. The Company paid necessary fines as required by the Stock Exchanges |
| 2 Non-compliance with Regulation 33 of SEBI(LODR) Regulations 2015forquarterended on
31st March 2022 |
7 days delay in furnishing disclosure under Regulation 33 of SEBI (LODR) Regulations
2013 |
35000 (BSE & N S E respectively) |
Quorum was not present as health of one of the Director got deteriorates & the
meeting got adjourned to the next week at same time & place as per Companies Act,
2023. The Company paid necessary fines as required by the Stock Exchanges |
| 3 Non- Compliance with Regulation 24A of SEBI (LODR) Regulations 2015 for quarter
ended 31st March 2022 |
7 days delay in in furnishing disclosur e under Regulation 24A of SEBI (LODR)
Regulations 2013 |
14000 (BSE & N S E respectively) |
Quorum was not present as health of one of the Director got deteriorates & the
meeting got adjourned to the next week at same time & place as per Companies Act,
2023. The Company paid necessary fines as required by the Stock Exchanges |
| 4 Non-compliance with Regulation 33 of SEBI(LODR) Regulations 2015forquarterended on
30th September 2022 |
9 days delay in furnishing disclosure under Regulation 33 of SEBI (LODR) Regulations
2013 |
45000 (BSE & N S E respectively) |
Due to to technology issues, there is delay in finalizing the Un-Audited results for
the quarter ended 30.09.2022, accordingly it was decided to extend time for Board Meeting.
The Company paid necessary fines as required by the Stock Exchanges |
There are no other qualification in Secretarial Audit Report and observation made in
the Report read together with relevant notes thereon are self-explanatory and hence, do
not call for any further comments under the Companies Act, 2013
21. SECRETARIAL STANDARDS OF ICSI
During the year under review, the Company has duly complied with the applicable
provisions of the Revised Secretarial Standards on Meetings of the Board of Directors
(SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India
(ICSI).
22. ANNUAL RETURN
Ministry of Corporate Affairs (MCA) vide notification dated 28/08/2020 has notified
that the Extract of Annual Return (in Form MGT 9) is not required to be enclosed with the
Board Report, the Company is only required to disclose the web link in the Board Report
where the annual return referred to in sub-section (3) of section 92 is placed for the
Financial Year ended 31 st March, 2023 & onwards.
Pursuant to amendment of Section 92(3) and the Companies (Management and
Administration) Amendment Rules, 2020 of the Act, the Annual Return as on 31st March 2023
is available on the website of the Company www.cinevistaas.com
23. BUSINESS RISK MANAGEMENT
Risk management is embedded in your Company's operating framework. Your Company
believes that managing risks helps in maximizing returns. The Company's approach to
addressing business risks is comprehensive and includes periodic review of such risks and
a framework for mitigating controls and reporting mechanism of such risks. Pursuant to
section 134 (3) (n) of the Companies Act, 2013 & the Listing Regulations, the company
has constituted a business risk management committee. The details of the committee and its
terms of reference are set out in the corporate governance report forming part of the
Directors' report.
24. PREVENTION OF INSIDER TRADING
The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view
to regulate trading in securities by the Directors and designated employees of the
Company. The Code requires pre-clearance for dealing in the Company's shares and prohibits
the purchase or sale of Company shares by the Directors and the designated employees while
in possession of unpublished price sensitive information in relation to the Company and
during the period when the Trading Window is closed. The Board is responsible for
implementation of the Code.
All Board Directors and the designated employees have confirmed compliance with the
Code.
The Code of Conduct for Prevention of Insider Trading is displayed on website of
Company www. cinevistaas.com.
25. WHISTLE BLOWER POLICY/VIGIL MECHANISM
In terms of provisions of Section 177 oftheActand Rules framed thereunder read with
Regulation 22 of the Listing Regulations, your Company has a vigil mechanism in place for
the Directors and Employees of the Company through which genuine concerns regarding
various issues relating to inappropriate functioning of the organization can be raised.
26. NOMINATION AND REMUNERATION POLICY
The Board of Directors has framed a policy which lays down a framework for selection
and remuneration of Directors, Key Managerial Personal (KMP) and Senior Management of the
Company. The Nomination and Remuneration policy is available on the website of the Company
www.cinevistaas.com
27. ENVIRONMENT, HEALTH AND SAFETY
The Company is conscious of the importance of environmentally clean and safe
operations. The Company's policy requires conduct of operations in such a manner so as to
ensure safety of all concerned, compliances of environmental regulations and preservation
of natural resources.
28. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN
Your Company is committed to provide and promote safe and healthy environment to all
its employees without any discrimination. During the year under review, there was no case
filed pursuant to The Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.
29. STATUTORY INFORMATION
Conservation of Energy & Technology Absorption
Considering the nature of the business of the Company, the particulars required to be
furnished pursuant to the provisions of Section 134(3)(m) of the Act read with Rule 8 of
the Companies (Accounts) Rules, 2014 (as amended) and Companies (Disclosure of Particulars
in the Report of Board of Directors) Rules, 1988 relating to the Conservation of Energy
and Technology Absorption are not applicable.
Foreign Exchange Earnings and Outgo
Foreign Exchange Earnings have been NIL as compared to the previous year which amount
to Rs. NIL and Foreign Exchange Outgo for current year is Rs.NIL as compared to previous
year which was also Rs. NIL.
Particulars of Employees
The information required pursuant to Section 197(12) read with rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of
employees of the Company, will be provided upon request. In terms of Section 136 of the
Act, the reports and accounts are being sent to the members and others entitled thereto,
excluding the information on employees' particulars which is available for inspection by
the members at the Registered office of the company during business hours on working days
of the company up to the date of ensuing Annual General Meeting. If any member is
interested in inspecting the same, such member may write to the company secretary in
advance.
30. CORPORATE SOCIAL RESPONSIBILITY
The Company does not fall within the threshold limit as applicable under the Section
135 of the Companies Act, 2013. Accordingly, the requirement of Corporate Social
Responsibility is not applicable to the Company for the period under review.
31. NON-APPLICABILITY OF MAINTENANCE OF COST RECORDS
The Company is not engaged in the business of production of goods or providing of
services as specified in Rule 3 of the Companies (Cost Records and Audit) Rules, 2014
("Rules"). Accordingly, the requirement of maintaining cost records in
accordance with Section 148(1) of the Act read with the Rules is not applicable to the
Company for the period under review.
32. SIGNIFICANT & MATERIAL LITIGATIONS / ORDERS
Only one that needs mention: M/s. Arora Fibres Ltd. versus M/s. Cinevista Limited.
Amount involved: Rs. 18854826/- inclusive of G.S.T. @ 18 %. The said amount stand totally
DISPUTED and legal proceedings, are in progress.
33. CAUTIONARY STATEMENT
Statements in the Board's Report and the Management Discussion & Analysis Report
describing the Company's objectives, expectations orforecasts may be forward looking
within the meaning of applicable laws and regulations. Actual results may differfrom those
expressed in the statements.
34. APPRECIATION
Your Directors thank the viewers, suppliers, bankers, Financial Institutions, Central
and State Governments and Shareholders for their consistent support to the Company. The
Directors also sincerely acknowledge the significant contributions made by all the
employees for their dedicated services to the company. The ownership and responsiveness
shown by all the stakeholders is unparalleled and is a testimony of the spirit of this
great organization.
|
For and on behalf of the Board |
|
Cinevista Limited |
| Place: Mumbai |
Sunil Mehta |
| Date: 30th May, 2023 |
Managing Director |
